Internal Revenue Code (IRC): Federal tax regulations governing the tax treatment of director compensation, including reporting requirements and tax implications of various compensation structures
Securities Exchange Act of 1934: Federal law requiring public companies to disclose director compensation and related party transactions in securities filings
Sarbanes-Oxley Act 2002: Federal legislation establishing standards for corporate governance, including director independence and compensation disclosure requirements
Dodd-Frank Wall Street Reform Act: Federal law containing provisions regarding executive and director compensation, including disclosure requirements and say-on-pay provisions
State Corporate Laws: State-specific legislation (such as Delaware General Corporation Law) governing corporate operations, director duties, and compensation matters in the state of incorporation
SEC Regulations: Federal securities regulations governing disclosure of director compensation, filing requirements, and stock-based compensation rules
Corporate Governance Requirements: Internal corporate documents including bylaws, board resolutions, and company policies that govern director compensation and duties
IRS Director Compensation Rules: Specific IRS guidelines on tax treatment of director fees, equity compensation, and 1099 reporting requirements
Independent Contractor Laws: Federal and state laws governing the classification of directors as independent contractors versus employees and related tax implications
Fiduciary Duty Laws: State laws defining directors' fiduciary duties, including duty of care, loyalty, and conflict of interest provisions
Stock Compensation Regulations: Securities laws and regulations governing equity-based compensation, including stock options, restricted stock, and registration requirements
Exchange Listing Requirements: Stock exchange rules (NYSE, NASDAQ) regarding director compensation disclosure and corporate governance requirements for listed companies
